0001415889-22-004781.txt : 20220509 0001415889-22-004781.hdr.sgml : 20220509 20220509175542 ACCESSION NUMBER: 0001415889-22-004781 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210128 FILED AS OF DATE: 20220509 DATE AS OF CHANGE: 20220509 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Vorakoun Lisa CENTRAL INDEX KEY: 0001925075 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-11350 FILM NUMBER: 22906458 MAIL ADDRESS: STREET 1: 1140 N. WILLIAMSON BLVD. STREET 2: SUITE 140 CITY: DAYTONA BEACH STATE: FL ZIP: 32114 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CTO Realty Growth, Inc. CENTRAL INDEX KEY: 0000023795 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 590483700 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1140 NORTH WILLIAMSON BLVD., STE. 140 CITY: DAYTONA BEACH STATE: FL ZIP: 32114 BUSINESS PHONE: 386-274-2202 MAIL ADDRESS: STREET 1: PO BOX 10809 CITY: DAYTONA BEACH STATE: FL ZIP: 32120-0809 FORMER COMPANY: FORMER CONFORMED NAME: CTO Realty Growth Inc. DATE OF NAME CHANGE: 20200508 FORMER COMPANY: FORMER CONFORMED NAME: CONSOLIDATED TOMOKA LAND CO DATE OF NAME CHANGE: 19920703 4 1 form4-05092022_020503.xml X0306 4 2021-01-28 0000023795 CTO Realty Growth, Inc. CTO 0001925075 Vorakoun Lisa 1140 N. WILLIAMSON BLVD. SUITE 140 DAYTONA BEACH FL 32114 false true false false VP & CHIEF ACCOUNTING OFFICER Common Stock 2021-01-28 4 F 0 422 43.01 D 3870 D Common Stock 2021-02-10 4 A 0 1915 0 A 5785 D Common Stock 2021-02-26 4 S 0 861 52.05 D 4924 D Common Stock 2021-03-17 4 S 0 1500 56.10 D 3424 D Common Stock 2022-01-28 4 F 0 487 57.95 D 2937 D Common Stock 2022-02-17 4 A 0 1700 0 A 4637 D Common Stock 2022-03-24 4 S 0 1000 63.50 D 3637 D On 1/28/2021, a total of 1,426 shares of restricted common stock of the Issuer previously awarded to the reporting person became vested and unrestricted. A portion of the vesting shares was withheld by the Issuer in order to satisfy the reporting person's tax liability. On November 10, 2020, the Issuer's Board of Directors declared a special distribution on its shares of common stock in an aggregate amount of $55.8 million (the "Special Distribution"). The Special Distribution was paid on December 21, 2020 (in a combination of cash and shares of the Issuer's common stock), to shareholders of record as of the close of business on November 19, 2020. As a result of the Special Distribution, the reporting person received 259 shares of the Issuer's common stock, which additional shares are reflected in Box 5 above. In addition, the amount in Box 5 above also includes 1,509 shares of restricted common stock which vest over time, 1,200 of which were previously reported, and 309 of which were additional shares representing an equitable adjustment addressing the dilutive effect of the stock portion of the Special Distribution. Of the 1,426 vesting restricted shares referenced in note 1 above, 1,134 were previously reported and 292 constituted part of the above-referenced equitable adjustment.. Restricted shares one-third of which vest on each of the first, second and third anniversaries of January 28, 2021, provided that the reporting person is an employee of the Issuer on those dates. This amount includes the 1,915 restricted shares awarded on 2/10/21 and reported above, as well as 1,509 additional shares of restricted common stock which vest over time, which were reported previously and above. This amount consists of 3,424 shares of restricted common stock which vest over time, which were reported previously and above. On January 28, 2022, a total of 1,644 shares of restricted common stock of the Issuer previously awarded to the reporting person became vested and unrestricted. A portion of the vesting shares was withheld by the Issuer in order to satisfy the reporting person's tax liability. This amount includes 1,780 shares of restricted common stock which vest over time, which were reported previously and above. Restricted shares one-third of which vest on each of the first, second and third anniversaries of January 28, 2022, provided that the reporting person is an employee of the Issuer on those dates. This amount includes the 1,700 restricted shares awarded on 2/17/22 and reported above, as well as 1,780 additional shares of restricted common stock which vest over time, which were reported previously and above. This amount includes 3,480 shares of restricted common stock which vest over time, which were reported previously and above. /s/ Daniel E. Smith, attorney-in-fact for Lisa M. Vorakoun 2022-05-09